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U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the quarterly period ended September 30, 2000
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the transition period from ____________ to ____________
Commission file number: 33-93982-LA
Annie's Homegrown Inc.
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(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 06-1258214
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
395 Main Street
Wakefield, MA 01880
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(Address of Principal Executive Offices)
781-224-1172
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(Issuer's Telephone Number, Including Area Code)
NONE
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(Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No
--- ---
As of October 31, 2000, there were 1,000,000 shares of the Issuer's Series A
Convertible Preferred Stock, $2.00 par value and 4,709,768 shares of the
issuer's Common Stock, $.001 par value, issued and outstanding.
Transitional Small Business Disclosure Format (check one): Yes No X
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<PAGE>
ANNIE'S HOMEGROWN INC.
INDEX
Page No.
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Part I. Financial Information
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
Consolidated Balance Sheet as of
September 30, 2000 (unaudited) 3
Consolidated Statements of Operations for the Three and
Six Months Ended September 30, 1999 and 2000 (unaudited) 4
Consolidated Statements of Cash Flows for the
Six Months Ended September 30, 1999 and 2000 (unaudited) 5
Notes to Consolidated Financial Statements 6-7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION 7-10
Part II Other Information
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 11
Signatures 11
2
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
ANNIE'S HOMEGROWN INC.
Consolidated Balance Sheet
Unaudited
September 30, 2000
------------------
Assets
Current assets
Cash and cash equivalents $ 220,008
Accounts receivable 1,607,066
Inventory 1,170,129
Other current assets 14,788
-----------
Total current assets 3,011,991
Office equipment, plates and dies 245,132
Accumulated depreciation (138,464)
-----------
Office equipment, plates and dies, net 106,668
Goodwill, net of amortization 296,406
Note receivable, net of deferred gain --
Other assets 152,394
-----------
Total assets $ 3,567,459
===========
Liabilities and Stockholders' Equity
Current liabilities
Notes payable $ 225,000
Accounts payable, trade 1,147,555
Accrued expenses 134,652
-----------
Total current liabilities 1,507,207
Commitments
Stockholders' equity
Series A convertible preferred stock, $2.00 par value 2,000,000
Authorized 1,000,000 shares
issued and outstanding 1,000,000 shares
Common stock, $.001 par value 4,882
Authorized 10,000,000 shares
issued 4,881,674 shares
Additional paid in capital 2,712,272
Accumulated deficit (1,814,795)
Notes receivable stockholders (426,560)
Treasury stock, 171,906 common shares at cost (200,000)
Deferred compensation (215,547)
-----------
Total stockholders' equity 2,060,252
-----------
Total liabilities and stockholders' equity $ 3,567,459
===========
3
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ANNIE'S HOMEGROWN INC.
Consolidated Statements of Operations
Unaudited
<TABLE><CAPTION>
Three months ended Six months ended
September 30, September 30,
------------- -------------
1999 2000 1999 2000
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales $ 2,850,256 $ 3,522,652 $ 4,913,135 $ 5,602,405
Cost of sales 1,539,837 1,843,204 2,726,490 2,974,444
----------- ----------- ----------- -----------
Gross profit 1,310,419 1,679,448 2,186,645 2,627,961
Operating expenses:
Selling 828,340 1,113,627 1,410,041 1,860,301
General and administrative 322,289 237,837 670,582 623,715
Slotting fees 19,228 64,949 55,941 160,483
Stock compensation to employees/directors 10,000 19,542 10,000 30,791
----------- ----------- ----------- -----------
Total operating expenses 1,179,857 1,435,955 2,146,564 2,675,290
----------- ----------- ----------- -----------
Operating income (loss) 130,562 243,493 40,081 (47,329)
Other income (expense):
Interest expense and other charges (57,036) (1,578) (110,497) (6,882)
Interest and other income 3,728 36,707 6,367 57,670
Gain on sale of Raw Material Food Company -- -- 62,121 --
----------- ----------- ----------- -----------
Other income (expense) (53,308) 35,129 (42,009) 50,788
----------- ----------- ----------- -----------
Income (loss) before income tax expense 77,254 278,622 (1,928) 3,459
Income tax expense -- -- -- --
----------- ----------- ----------- -----------
Net income (loss) $ 77,254 $ 278,622 $ (1,928) $ 3,459
=========== =========== =========== ===========
Weighted average common shares outstanding (in 000's):
Basic 4,708 4,708 4,721 4,708
Diluted 4,828 5,779 4,721 5,779
Net income (loss) per share:
Basic .02 .06 (0.0) 0.0
Diluted .02 .05 (0.0) 0.0
</TABLE>
4
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ANNIE'S HOMEGROWN INC.
Consolidated Statements of Cash Flows
Unaudited
<TABLE><CAPTION>
Six months ended
September 30,
-------------
1999 2000
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (1,928) $ 3,459
Adjustments to reconcile net income (loss) to net cash
(used in) provided by operating activities:
Depreciation and amortization 24,500 36,000
Gain on sale of Raw Materials Food Company (62,121) --
Stock compensation to employees/directors 10,000 30,791
Changes in
Accounts receivable, trade (157,802) (1,049,143)
Inventory 251,506 174,559
Other assets 37,616 (7,125)
Note receivable, stockholders -- 31,853
Accounts payable, trade 613,315 448,290
Accrued expenses 81,662 (70,735)
Advances from distributor (509,425) --
Due to employees (5,110) --
----------- -----------
Net cash (used in) provided by operating activities 282,213 (402,051)
Cash flows from investing activities:
Acquisition of Tamarind Tree brand (12,040) (15,062)
Purchases of equipment (11,365) (40,782)
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Net cash (used in) investing activities (23,405) (55,844)
Cash flows from financing activities:
Net borrowings (payments) on line of credit (145,953) 225,000
Payments on term loan (90,000) --
----------- -----------
Net cash (used in) provided by financing activities (235,953) 225,000
Net (decrease) increase in cash and cash equivalents 22,855 (232,895)
Cash and cash equivalents, beginning of period 46,625 452,903
----------- -----------
Cash and cash equivalents, end of period $ 69,480 $ 220,008
=========== ===========
Supplemental disclosure of cash flow information
Cash paid for interest $ 109,356 $ 6,882
=========== ===========
Cash paid for income taxes $ -- $ --
=========== ===========
</TABLE>
5
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ANNIE'S HOMEGROWN INC. NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1--BASIS OF PRESENTATION:
In the opinion of management, the accompanying unaudited consolidated financial
statements contain all adjustments (which include only normal recurring
adjustments) necessary to present fairly the Company's financial position at
September 30, 2000, its results of operations for the three and six month
periods ended September 30, 1999 and 2000, and its cash flows for the six month
periods ended September 30, 1999 and 2000. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
from the accompanying consolidated financial statements. For further
information, reference should be made to the consolidated financial statements
and notes thereto included in the Company's Annual Report on Form 10-KSB for the
fiscal year ended March 31, 2000, on file with the Securities and Exchange
Commission.
NOTE 2-- Supplemental disclosure of noncash activities are as follows:
As of June 30, 1999, the Company consummated an agreement with one of the
founders of Raw Materials Food Company ("RMFC") to sell back to that founder all
of the common stock of RMFC. In payment for the common stock, the founder
returned to the Company 30,000 shares of the Company's Common Stock issued to
him as consideration for the original acquisition of RMFC and a note in the
amount of $77,000. The note bears interest at 5.79% per annum and the repayment
terms are tied to the cash flows of Raw Materials Food Company.
The Company recognized a gain of $62,121 on the aforementioned sale of the
common stock of RMFC, which represents the amount by which the fair value of the
30,000 shares of Annie's Homegrown Inc. exceeds the net assets sold. The Company
deferred any gain recognition relating to the $77,000 note receivable from RMFC
until such time as cash flows from RMFC's operating activities are sufficient to
fund the repayment of the note. At September 30, 2000, the balance of the note
receivable is $58,067.
NOTE 3 - EARNINGS PER SHARE RECONCILIATION
The reconciliation of the numerators and denominators of the basic and diluted
income/(loss) per common share of the Company's reported net income/(loss) is as
follows (in thousands except per share data):
<TABLE><CAPTION>
Three Months Ended Sept. 30, 1999 Net Income Weighted Average Shares Per Share Data
---------------------------------
<S> <C> <C> <C>
Basic income per common share $ 77 4,708 $ .02
Stock options -- 120 --
Diluted income per common share $ 77 4,828 $ .02
Three Months Ended Sept. 30, 2000 Net Income Weighted Average Shares Per Share Data
---------------------------------
Basic income per common share $ 279 4,708 $ .06
Conversion of Preferred Stock -- 1,000 --
Stock options -- 71 --
Diluted income per common share $ 279 5,779 $ .05
Six Months Ended Sept. 30, 1999 Net Loss Weighted Average Shares Per Share Data
-------------------------------
Basic loss per common share $ (2) 4,721 $(0.0)
Stock options -- -- --
Diluted loss per common share $ (2) 4,721* $(0.0)
</TABLE>
*For the six months ended September 30, 1999, stock options for shares of common
stock totaling 120 thousand were outstanding but were not included in the
calculation of diluted loss per common share because the effect was
anti-dilutive.
6
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<TABLE><CAPTION>
Six Months Ended Sept 30, 2000 Net Income Weighted Average Share Per Share Data
------------------------------
<S> <C> <C> <C>
Basic income per common share $ 3 4,708 $ 0.0
Conversion of Preferred Stock -- 1,000 --
Stock options -- 71 --
Diluted income per common share $ 3 5,779 $ 0.0
</TABLE>
NOTE 4 - LINE OF CREDIT
On May 4, 2000, the Company entered into a $250,000 line of credit with a bank
that was secured by all of the assets of the Company. The balance borrowed on
the line at September 30, 2000 is $225,000 leaving $25,000 remaining open on the
line of credit. On November 3, 2000, the Company entered into a $1,000,000 line
of credit with a different bank replacing the previous $250,000 line of credit.
The new line of credit provides for interest at prime rate plus 1%. The new line
of credit is secured by all of the assets of the Company.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS.
OVERVIEW
Annie's Homegrown Inc. ("Company") sells premium totally natural and organic
products to the natural food, specialty food and supermarket trades. The pasta
products include ten macaroni and cheese dinners under the Annie's brand name,
four canned pasta meals, and five Annie's Pasta Meals that combine different
pasta shapes with five sauce recipes. The Company, from its Tamarind Tree
acquisition, sells eight different heat and serve vegetarian food entrees in the
Indian cuisine tradition. The Company also has agreements with specialty
retailers to provide private label house brands.
The Company's products are sold to natural and specialty food stores and
supermarket chains either via distributors or directly to supermarket chains in
the New England and West coast regions. The Company maintains public warehouses
to fulfill orders.
FORWARD LOOKING STATEMENTS
From time to time, information provided by the Company, statements made by its
employees or information included in its filings with the Securities and
Exchange Commission (including this Form 10-QSB) may contain statements which
are not historical facts, so called "forward looking statements", which involve
risks and uncertainties. Forward looking statements are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
When used in this Form 10-QSB, the terms "anticipates", "expects", "estimates",
"believes" and other similar terms as they relate to the Company or its
management are intended to identify such forward looking statements. In
particular, statements made in Item 2., Management's Discussion and Analysis,
relating to the sufficiency of funds for the Company's working capital
requirements during 2000 and the Company's expectation that future cash flow
will continue to be provided from operations are forward looking statements. The
Company's actual future results may differ significantly from those stated in
any forward looking statements. Factors that may cause such differences include,
but are not limited to: (i) competitive factors in the market place; (ii)
relative mix of sales through distributors and direct to supermarkets; (iii)
fluctuation in quarterly and annual operating results due to seasonality (e.g.
macaroni and cheese is consumed mostly during colder months of the year) and
based on the Company's promotional schedule; (iv) dependence on key personnel;
(v) availability and cost of capital; (vi) consumers' tastes and preferences on
current products as well as acceptance of new product introductions; and (vii)
general economic conditions, among others. These factors, and others, are
discussed from time to time in the Company's filings with the Securities and
Exchange Commission including the Company's annual report on Form 10-KSB for the
year ended March 31, 2000.
7
<PAGE>
RESULTS OF OPERATIONS
SIX MONTHS ENDED SEPTEMBER 30, 1999 COMPARED TO SIX MONTHS ENDED
SEPTEMBER 30, 2000
NET SALES. Net sales increased by $689,270 or 14.03% from $4,913,135 in 1999 to
$5,602,405 in 2000. The net sales increase was the result of increases in
continuing product sales (3.74%), Tamarind Tree sales (0.41%) and new products
(9.88%), which includes new club store business and new microwavable single
servings.
GROSS PROFIT. As a percentage of net sales, gross profit increased from 44.51%
in 1999 to 46.91% in 2000. This increase was a result of the product mix as well
as lower raw material costs.
SELLING EXPENSES. Selling expenses increased by $450,260 or 31.93% from
$1,410,041 in 1999 to $1,860,301 in 2000 and increased as a percentage of net
sales from 28.70% in 1999 to 33.21% in 2000. The increase in selling expenses as
a percentage of net sales reflected promotions on continuing product sales,
promotions on new product introductions and higher freight costs.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
decreased by $46,867 or 6.99% from $670,582 in 1999 to $623,715 in 2000 and
decreased as a percentage of net sales from 13.65% in 1999 to 11.13% in 2000.
The decrease in general and administrative expenses is a result of lower payroll
and related costs and a reduction in professional fees relating to having an
investment banker in 1999 but not in 2000 offset by higher graphic costs
relating to new products and the termination fee for terminating the Liberty
Richter distribution agreement as of May 31, 2000.
SLOTTING FEES. Slotting expenses increased by $104,542 or 186.88% from $55,941
in 1999 to $160,483 in 2000, and increased as a percentage of net sales from
1.14% in 1999 to 2.86% in 2000. According to the Company's plan, slotting fees
were spent to expand the Company's product lines into existing markets as well
as distribution into new markets. These slotting fees are required by most
supermarkets and are expensed at the time of product introduction.
INTEREST EXPENSE AND OTHER CHARGES. Interest expense and other charges decreased
by $103,615 from $110,497 in 1999 to $6,882 in 2000 and decreased as a
percentage of sales from 2.25% in 1999 to 0.12% in 2000. The decrease in
interest expense and other charges is the result of lower borrowings under the
Line of Credit.
INTEREST AND OTHER INCOME. Interest and other income increased by $51,303 from
$6,367 in 1999 to $57,670 in 2000 and increased as a percentage of sales from
0.13% in 1999 to 1.03% in 2000. The increase was a result of recognizing
interest income on notes receivable from stockholders, recognizing income
relating to cash repayments on the RMFC note receivable and recognizing income
from coupon inserts.
THREE MONTHS ENDED SEPTEMBER 30, 1999 COMPARED TO THREE MONTHS ENDED
SEPTEMBER 30, 2000
NET SALES. Net sales increased by $672,396 or 23.59% from $2,850,256 in 1999 to
$3,522,652 in 2000. The net sales increase was the result of increases in
continuing product sales (8.76%), Tamarind Tree sales (1.70%) and new products
(13.13%), which includes new club store business and new microwavable single
servings.
GROSS PROFIT. As a percentage of net sales, gross profit increased from 45.98%
in 1999 to 47.68% in 2000. This increase was a result of the product mix as well
as lower raw material costs.
SELLING EXPENSES. Selling expenses increased by $285,287 or 34.44% from $828,340
in 1999 to $1,113,627 in 2000 and increased as a percentage of net sales from
29.06% in 1999 to 31.61% in 2000. The increase in selling expenses as a
percentage of net sales reflected promotions on continuing product sales,
promotions on new product introductions and higher freight costs.
8
<PAGE>
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
decreased by $84,452 or 26.20% from $322,289 in 1999 to $237,837 in 2000 and
decreased as a percentage of net sales from 11.31% in 1999 to 6.75% in 2000. The
decrease in general and administrative expenses is a result of lower payroll and
related costs, a reduction in professional fees relating to having an investment
banker in 1999 but not in 2000, and terminating the Liberty Richter distribution
agreement as of May 31, 2000.
SLOTTING FEES. Slotting expenses increased by $45,721 or 237.78% from $19,228 in
1999 to $64,949 in 2000, and increased as a percentage of net sales from 0.67%
in 1999 to 1.84% in 2000. According to the Company's plan, slotting fees were
spent to expand the Company's product lines into existing markets as well as
distribution into new markets. These slotting fees are required by most
supermarkets and are expensed at the time of product introduction.
INTEREST EXPENSE AND OTHER CHARGES. Interest expense and other charges decreased
by $55,458 from $57,036 in 1999 to $1,578 in 2000 and decreased as a percentage
of sales from 2.00% in 1999 to 0.04% in 2000. The decrease in interest expense
and other charges is the result of lower borrowings under the Line of Credit.
INTEREST AND OTHER INCOME. Interest and other income increased by $32,979 from
$3,728 in 1999 to $36,707 in 2000 and increased as a percentage of sales from
0.13% in 1999 to 1.04% in 2000. The increase was a result of recognizing
interest income on notes receivable from stockholders, recognizing income
relating to cash repayments on the RMFC note receivable and recognizing income
from coupon inserts.
LIQUIDITY AND CAPITAL RESOURCES
The Company has financed its operations to date through a public offering of
Common Stock, private sale of equity and convertible debt securities, a line of
credit and term loan from a financial institution and cash generated from
operations. At September 30, 2000, the Company had a working capital surplus of
$1,504,784, which is an increase of $44,347 from a working capital surplus of
$1,460,437 at March 31, 2000. The increase in the working capital was
attributable to an increase in accounts receivable offset by an increase in
accounts payable and the line of credit.
The Company and Liberty Richter mutually agreed to terminate the distribution
agreement as of May 31, 2000. According to the agreement, Liberty ceased
representing the Company at that time and the Company reimbursed Liberty for all
salable inventories that were remaining at Liberty's warehouse. The Company will
also pay to Liberty the balance of Liberty's approximate earnings from the
distribution agreement as if it continued through December 2000.
Net cash used by operating activities for the six months ended September 30,
2000 was $402,051 resulting primarily from an increase in accounts receivable
offset by a decrease in inventory and an increase in accounts payable.
Net cash used in investing activities consisted of capital expenditures totaling
$55,844, which related to additional purchase price in the form of the ongoing
royalty in connection with the purchase of the Tamarind Tree brand and the
purchase of office equipment.
On December 2, 1999, Homegrown Holdings Corp., now known as Homegrown Natural
Foods, Inc., a corporation that was previously unaffiliated with the Company
("Homegrown Natural"), purchased one million shares of Series A Convertible
Preferred Stock for $2 million. The Series A Convertible Preferred Stock, in the
aggregate, has voting rights equivalent to one million shares of Common Stock.
The Series A Convertible Preferred Stock carries the rights to be converted into
an equal number of shares of Common Stock and participates in dividends at the
same rate as the Common Stock.
In connection with the transaction, the Company also executed a $1 million
five-year promissory note in favor of Homegrown Natural, with interest at the
rate of 9% per annum, and provided a five-year warrant to purchase 1,500,000
shares of the Company's Common Stock with an exercise price ranging from $2.00
per share to $4.00 per share, varying over time. The promissory note would be
subordinated to any bank debt or institutional lenders that may now or hereafter
exist. The warrant was independently valued at $372,000. Total costs incurred by
the Company for this transaction were approximately $197,000. The costs were
allocated between the debt and equity based on their
9
<PAGE>
respective fair values. The promissory note and the warrant were being held in
escrow pursuant to an Escrow Agreement pending the Company's receipt of the loan
proceeds from Homegrown Natural. The loan was never funded by Homegrown Natural
and on October 16, 2000, the Company and Homegrown Natural signed an amendment
to the investment agreement terminating the note and the related warrants.
The Company replaced the contemplated Homegrown Natural note and the $250,000
line of credit with a new line of credit for $1,000,000 with a bank on November
3, 2000. The line calls for an interest rate of the bank's prime rate plus 1%
and is secured by all the assets of the Company.
The Company's strategy is to continue to expand its supermarket distribution
nationally in addition to developing new and unique all natural and organic food
products to sell to its existing customer base.
The Company anticipates that the funds available from the line of credit
together with funds generated from operations will be sufficient to meet its
liquidity needs for the next twelve months. However, the Company could need
additional capital in the future and a new line of credit to fully implement its
aforementioned business strategy. If such capital is unavailable either because
of general market conditions or the results of the Company's operations, the
Company will have to scale back either its investments in new products, or its
national supermarket expansion, or both.
YEAR 2000 COMPLIANCE
We have not experienced any significant year 2000 problems with our internal
systems or equipment, nor have we detected any year 2000 problems affecting our
customers or suppliers. We do not expect that any year 2000 problems will arise
after this date. Costs of addressing the year 2000 issue have not had a material
effect upon our financial position, results of operations, or cash flows.
OTHER MATTERS
In June 1998, the Financial Accounting Standards Board issued SFAS No. 133
ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (SFAS 133). The
statement requires companies to recognize all derivatives as either assets or
liabilities with the instruments measured at fair value. The accounting for
changes in fair value gains and losses depends on the intended use of the
derivative and its resulting designation. The statement is effective for all
fiscal quarters of fiscal years beginning after June 15, 2000. We will adopt
SFAS 133 by April 1, 2001. Adoption of SFAS 133 is not expected to have a
material impact on the consolidated financial statements.
In April 1998, the American Institute of Certified Public Accountants issued
Statement of Position 98-5 (SOP 98-5), REPORTING ON THE COSTS OF START-UP
ACTIVITIES. The statement is effective for fiscal years beginning after December
15, 1998. The statement requires costs of start-up activities and organization
costs to be expensed as incurred. We adopted SOP 98-5 for the fiscal year
beginning April 1, 1999. The adoption of SOP 98-5 had no impact on the
consolidated financial statements.
In March 2000, Financial Accounting Standards Board Interpretation No. 44,
ACCOUNTING FOR CERTAIN TRANSACTIONS INVOLVING STOCK COMPENSATION, was issued.
The interpretation clarifies, among other things, the application of APB Opinion
No. 25 for certain issues, including: (i) the definition of an employee; (ii)
the criteria for determining whether a plan qualifies as a non-compensatory
plan; (iii) the accounting consequence of various modifications to the terms of
a previously fixed stock option or award; and (iv) the accounting for an
exchange of stock compensation awards in a business combination. This
interpretation generally is effective July 1, 2000, but certain conclusions in
the interpretation were effective for specific events that occurred after either
December 15, 1998, or January 12, 2000. We do not expect this interpretation to
have a material impact on our financial condition or our results of operations.
10
<PAGE>
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
Exhibit Number
--------------
10.65 Third Amendment to Employment Agreement by and
between Paul B. Nardone and Annie's Homegrown Inc.
dated August 16, 2000
10.66 Amendment to the Investment and Stock Purchase
Agreement between Homegrown Holdings Corp. and
Annie's Homegrown Inc. dated October 16, 2000
10.67 $1,000,000 Revolving Demand Note between Warren
Five Cents Savings Bank and Annie's Homegrown Inc.
dated November 3, 2000
10.68 Loan and Security Agreement between Warren Five
Cents Savings Bank and Annie's Homegrown Inc.
dated November 3, 2000
27 Financial Data Schedule
(b) Reports on Form 8-K.
No reports on Form 8-K were filed by the Company during the quarter for
which this report is being filed.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Annie's Homegrown Inc.
----------------------
(Registrant)
Date: November 10, 2000 /s/ Paul B. Nardone
---------------------------------
Paul B. Nardone
President and Chief Executive Officer
Date: November 10, 2000 /s/ Neil Raiff
----------------------------
Neil Raiff
Chief Financial Officer & Treasurer
11
